August 23, 1995
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Rule 24f-2 Notice for Scudder Development Fund, a series of Scudder
Securities Trust, formerly Scudder Development Fund (Securities Act
Registration Statement File No. 2-36238) for Fiscal Year Ended June 30,
1995
Dear Sir/Madam:
In accordance with the provisions of Rule 24f-2, Scudder Development Fund (the
"Fund"), a series of Scudder Securities Trust (the "Trust"), hereby files its
Rule 24f-2 Notice for the fiscal year ended June 30, 1995.
a) 948,010 shares of beneficial interest of the Fund had been registered under
the Securities Act of 1933 (other than pursuant to Rule 24f-2) and remained
unsold at the beginning of the fiscal year.
b) 5,865,100 shares of beneficial interest of the Fund were registered
during the year other than pursuant to Rule 24f-2.
c) 8,524,177 shares of beneficial interest of the Fund were sold during
the fiscal year.
d) 8,524,177 shares of beneficial interest of the Fund were sold during
the fiscal year in reliance upon the Trust's declaration in its
registration statement, which became effective July 1, 1979 of the
registration of an indefinite amount of securities under Rule 24f-2.
Attached to the Rule 24f-2 Notice, and made a part hereof, is an
opinion of counsel indicating that the securities, the registration of
which the notice makes definite in number, were legally issued, fully
paid and non-assessable.
In accordance with subsection (c) of Rule 24f-2, no fee is required since the
actual aggregate sale price for which such securities were sold during the
fiscal year was reduced by the difference between:
(1) The actual aggregate redemption price of the shares redeemed by the
Fund during the fiscal year, and
(2) The actual aggregate redemption price of such redeemed shares
previously applied by the Fund pursuant to Rule 24e-2(a) in filings
made pursuant to Section 24(e)(1) of the Investment Company Act of
1940.
<PAGE>
Aggregate Sale Price For All Shares Sold $ 260,652,295
During Fiscal Year Pursuant to Rule 24f-2
Reduced by the Difference Between
1) Aggregate Redemption Price of Shares $309,316,368
Redeemed During the Fiscal Year
and,
2) Aggregate Redemption Price of Redeemed -0- $ 309,316,368
Shares Previously Applied by Fund Pursuant --------------
to Rule 24e-2(a) in Filings Made Pursuant
to Section 24(e)(1) of Investment Company
Act of 1940
$(48,664,073)
==============
Any questions regarding the matter should be addressed to me at Scudder, Stevens
& Clark, Inc., Two International Place, Boston, MA 02110-4103.
Very truly yours,
/s/Thomas F. McDonough
Thomas F. McDonough
Secretary
2
DECHERT PRICE & RHOADS
TEN POST OFFICE SQUARE - SOUTH
BOSTON, MA 02109-4603
TELEPHONE: (617) 728-7100
FAX: (617) 426-6567
August 17, 1995
Scudder Development Fund
Two International Place
Boston, MA 02110
Re: Rule 24f-2 Notice
Gentlemen:
Scudder Development Fund (the "Fund") is a trust created under a
written Declaration of Trust dated October 16, 1985, and executed and delivered
in Boston, Massachusetts. The Declaration of Trust was amended by an Amended and
Restated Declaration of Trust dated December 21, 1987 (as further amended, the
"Declaration of Trust"). The beneficial interest thereunder is represented by
transferable shares with par value $.01 per share (the "Shares"). The Trustees
have the powers set forth in the Declaration of Trust, subject to the terms,
provisions and conditions therein provided.
We are of the opinion that the legal requirements have been complied
with in the creation of the Fund and that said Declaration of Trust is legal and
valid.
Under Article V, Section 5.4 of the Declaration of Trust, the
Trustees are empowered, in their discretion, from time to time, to issue Shares
for such amount and type of consideration, at such time or times and on such
terms as the Trustees may deem best. Under Article V, Section 5.1, it is
provided that the number of Shares of beneficial interest authorized to be
issued under the Declaration of Trust is unlimited.
By votes adopted on December 6 and 7, 1993 and December 5 and 6,
1994, the Trustees of the Fund authorized the President, any Vice President, the
Secretary, and the Treasurer, from time to time, to determine the appropriate
number of Shares to be registered, to register with the Securities and Exchange
Commission, and to issue and sell to the public, such Shares.
We understand that you are about to file a Notice pursuant to Rule
24f-2 under the Investment Company Act of 1940, as amended, making definite the
registration of 8,524,177 Shares sold in reliance upon said Rule 24f-2 during
the fiscal year ended June 30, 1995.
We are of the opinion that all necessary Trust action precedent to
the issue of said 8,524,177 Shares was duly taken. We are of the further opinion
that all such Shares were legally and validly issued, fully paid and
nonassessable by the Trust. In rendering the opinion expressed in the preceding
sentence, we rely on certification by an officer of the Trust that the Trust or
its agent received consideration for such Shares in accordance with the
provisions of the Trust's Declaration of Trust, and we assume that the sale of
such Shares was effected in compliance with the Securities Act of 1933, as
amended, the Investment Company Act of 1940, as amended, and applicable state
laws regulating the sale of securities.
We consent to your filing this opinion with the Securities and
Exchange Commission together with the Rule 24f-2 Notice referred to above.
Very truly yours,
/s/Dechert Price & Rhoads
